White Paper

6 Pages
  • 6 Pages

Navigating the Tax Issues Triggered by the Issuance of Restricted Stock in a Rollover Transaction


Buyers and sellers need to be aware of the thorny issues that could occur.

It isn’t out of the ordinary if shareholders that are holding vested stock in their target company chose to roll the stock over into acquiror stock in a taxable or a nontaxable exchange. Customarily, the stock taken in the exchange is also fully vested stock. However, there are situations in some rollover transactions, where the acquiror requires that the management team exchange their vested stock for nonvested stock. This white paper reviews the business and tax issues that can be raised with the issuance of restricted stock in a rollover transaction.



Scott W. Dolson

Scott W. Dolson

Frost Brown Todd LLP

  • Member in the Louisville office of Frost Brown Todd LLC
  • Provides a wide variety of corporate, tax and mergers and acquisitions services, including business and tax planning for limited liability companies, partnerships and corporations, structuring the formation of closely held businesses and family limited partnership/LLCs, structuring syndicated private offerings in technology, real estate, oil and gas, restaurant and other business areas, tax planning for taxable and tax-free business transactions, handling disputes with the Internal Revenue Service and the Kentucky Revenue Cabinet, and providing general counsel to business organizations and their owners
  • Represents closely held businesses engaged in a variety of business activities, including real estate, technology, restaurants, physician and other professional practices, asphalt production and paving, oil and gas exploration, home health care, and laboratory testing
  • Also works regularly with individuals and closely-held businesses in the areas of family wealth transfer planning and business succession planning
  • Speaks regularly at seminars on business and tax issues; his experience is wide-ranging
  • Chambers USA, Corporate/M&A, 2005, 2008-2017; Selected for inclusion in Kentucky Super Lawyers®, Tax, 2007-2016; The Best Lawyers in America®, Corporate Law, Mergers & Acquisitions Law, Tax Law, 2006-2018; Peer Review Rated, Martindale-Hubbell®
  • J.D. degree, University of Virginia School of Law; B.A. degree, with honors, Harvard University

All of your training, right here at Lorman.

Pay once and get a full year of unlimited training in any format, any time!

  • Live Webinars
  • OnDemand Webinars
  • MP3 Downloads
  • Course Manuals
  • Audio Recordings*
  • Executive Reports
  • White Papers and Articles
  • Sponsored Live Webinars

Additional benefits include:

  • State Specific Credit Tracker
  • Members Only Newsletter
  • All-Access Pass Course Concierge

* For audio recordings you only pay shipping

Questions? Call 877-296-2169 to speak with a real person.

Sign Up Today

Access to all training products $699/year

Unlimited Lorman Training

With the All-Access Pass there is no guessing what you will need for your yearly training budget. $699 will cover all of your training needs for an entire year!

Easy Registrations

Once you purchase your All-Access Pass you will never be any further than one-click away from attending any Lorman training course.

Invest in Yourself

You haven't gotten to where you are professionally by luck alone; it's taken a lot of hard work and training. Invest in yourself with the All-Access Pass.